PAGP

SEC source: 0001615619-20-000038 · edgar.xml · nonDerivative · entry 1

PEFANIS HARRY N · CIK 0001217250 · Director · President & CCO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 233,653

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $7.35 to $7.36. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares purchased at each separate price.

SEC source: 0001615619-20-000040 · edgar.xml · nonDerivative · entry 2

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,765,812

SEC source: 0001615619-20-000040 · edgar.xml · nonDerivative · entry 1

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,755,812

SEC source: 0001615619-20-000034 · edgar.xml · nonDerivative · entry 1

PEFANIS HARRY N · CIK 0001217250 · Director · President & CCO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 213,653

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $14.35 to $14.41. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares purchased at each separate price.

SEC source: 0001615619-20-000030 · edgar.xml · nonDerivative · entry 2

Chiang Willie CW · CIK 0001421559 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 140,104

F2 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $15.57 to $15.78. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares sold at each separate price.

SEC source: 0001615619-20-000028 · edgar.xml · nonDerivative · entry 1

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,745,812

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $15.640 to $16.020. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares sold at each separate price.

SEC source: 0001615619-20-000030 · edgar.xml · nonDerivative · entry 1

Chiang Willie CW · CIK 0001421559 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 105,776

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $15.93 to $16.00. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares sold at each separate price.

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 11

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Spouse's 2020 GRAT

Disclosed balance after: 558,492

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 10

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · 2020 GRAT

Disclosed balance after: 558,492

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 9

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Family Trust

Disclosed balance after: 0

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Family Trust

Disclosed balance after: 1,116,984

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 7

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Spouse's 2010 GRAT

Disclosed balance after: 0

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 6

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · 2010 GRAT

Disclosed balance after: 0

SEC source: 0001615619-20-000024 · edgar.xml · derivative · entry 2

Herbold Chris · CIK 0001497929 · Sr. VP and Chief Acctg Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 92,136

Underlying: Class A Shares · 92,136 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

F2 · derivative.exercise_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. The Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

F2 · derivative.expiration_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. The Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

SEC source: 0001615619-20-000024 · edgar.xml · derivative · entry 1

Herbold Chris · CIK 0001497929 · Sr. VP and Chief Acctg Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,939

Underlying: Class A Units/Class B Shares · 92,136 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

SEC source: 0001615619-20-000018 · edgar.xml · derivative · entry 2

McGee Richard K. · CIK 0001490023 · EVP, General Counsel & Sec.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 184,269

Underlying: Class A Shares · 184,269 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

F2 · derivative.exercise_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. The Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

F2 · derivative.expiration_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. The Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

SEC source: 0001615619-20-000018 · edgar.xml · derivative · entry 1

McGee Richard K. · CIK 0001490023 · EVP, General Counsel & Sec.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 244,694

Underlying: Class A Units/Class B Shares · 184,269 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

SEC source: 0001615619-20-000012 · edgar.xml · derivative · entry 1

Ziemba Lawrence Michael · CIK 0001547334 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,490

Underlying: Class A Shares · 23,490 shares

Expires not disclosed

F1 · security: Grant of Phantom Class A Shares under Long-Term Incentive Plan (includes Dividend Equivalent Rights payable in cash).

F2 · derivative.exercise_price: 1-for-1 Class A Shares for Phantom Class A Shares upn vesting, for each Phantom Class A Share that vests.

F3 · derivative.exercise_date: 4,050 Phantom Class A Shares will vest on distribution date in August 2020, and 6,480 Phantom Class A Shares will vest on distribution date in each of August 2021, 2022 and 2023.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disabililty or retirement.

SEC source: 0001638397-20-000002 · primary_doc.xml · derivative · entry 3

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 16,026,307

Underlying: Class A Shares · 7,583 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F2 · derivative.exercise_date: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B Shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F1 · derivative.expiration_date: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F2 · derivative.expiration_date: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B Shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F4 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 191,177 Class A units. As a result, such Class A units were cancelled and 191,177 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B Shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

SEC source: 0001638397-20-000002 · primary_doc.xml · nonDerivative · entry 2

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B Shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F3 · ownership.nature: The reported transaction involves an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-20-000002 · primary_doc.xml · nonDerivative · entry 1

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 7,583

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B Shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F3 · ownership.nature: The reported transaction involves an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-20-000003 · primary_doc.xml · derivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 16,026,307

Underlying: Class A Shares · 7,583 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F1 · derivative.expiration_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F6 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 191,177 Class A units. As a result, such Class A units were cancelled and 191,177 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F3 · ownership.nature: The Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

SEC source: 0001638397-20-000003 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F3 · ownership.nature: The Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-20-000003 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 7,583

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 7,583 Class A Units.

F3 · ownership.nature: The Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001615619-19-000118 · edgar.xml · derivative · entry 2

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,492,268

Underlying: Class A Shares · 115,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP Units in PAA GP Holdings LLC, for an equal number of Class A shares of the Issuer (the "Class A shares"). Effective 12/24/2019, the Reporting Person exchanged 115,000 Class A Units, Class B shares and GP Units for 115,000 Class A shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP Units in PAA GP Holdings LLC, for an equal number of Class A shares of the Issuer (the "Class A shares"). Effective 12/24/2019, the Reporting Person exchanged 115,000 Class A Units, Class B shares and GP Units for 115,000 Class A shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP Units in PAA GP Holdings LLC, for an equal number of Class A shares of the Issuer (the "Class A shares"). Effective 12/24/2019, the Reporting Person exchanged 115,000 Class A Units, Class B shares and GP Units for 115,000 Class A shares.

SEC source: 0001615619-19-000118 · edgar.xml · nonDerivative · entry 1

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,675,625

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP Units in PAA GP Holdings LLC, for an equal number of Class A shares of the Issuer (the "Class A shares"). Effective 12/24/2019, the Reporting Person exchanged 115,000 Class A Units, Class B shares and GP Units for 115,000 Class A shares.

SEC source: 0001615619-20-000014 · edgar.xml · nonDerivative · entry 2

Chiang Willie CW · CIK 0001421559 · Director · CEO

10b5-1 filing: Not disclosed

Ownership: Indirect · By Trust

Disclosed balance after: 60,000

SEC source: 0001615619-20-000014 · edgar.xml · nonDerivative · entry 1

Chiang Willie CW · CIK 0001421559 · Director · CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 75,104

SEC source: 0001615619-19-000108 · edgar.xml · nonDerivative · entry 1

Chiang Willie CW · CIK 0001421559 · Director · CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 135,104

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $17.07 to $17.18. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares sold at each separate price.

SEC source: 0001615619-19-000106 · edgar.xml · nonDerivative · entry 1

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,560,625

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $17.05 to $17.38. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares sold at each separate price.

SEC source: 0001615619-19-000104 · edgar.xml · nonDerivative · entry 1

GOYANES EVERARDO · CIK 0001184541 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,305

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $17.87 to $17.96. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of shares sold at each separate price.

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 5

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Spouse's 2019 GRAT

Disclosed balance after: 52,960

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 4

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · 2019 GRAT

Disclosed balance after: 52,960

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 3

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Family Trust

Disclosed balance after: 0

SEC source: 0001638397-19-000010 · primary_doc.xml · derivative · entry 3

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remaks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 16,225,067

Underlying: Class A Shares · 1,248 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F2 · derivative.exercise_date: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F1 · derivative.expiration_date: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F2 · derivative.expiration_date: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F4 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 51,913 Class A units. As a result, such Class A units were cancelled and 51,913 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

SEC source: 0001638397-19-000010 · primary_doc.xml · nonDerivative · entry 2

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remaks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 0

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F3 · ownership.nature: The reported transaction involves an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-19-000010 · primary_doc.xml · nonDerivative · entry 1

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remaks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,248

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F3 · ownership.nature: The reported transaction involves an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-19-000012 · primary_doc.xml · derivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 16,225,067

Underlying: Class A Shares · 1,248 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F1 · derivative.expiration_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F6 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 51,913 Class A units. As a result, such Class A units were cancelled and 51,913 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F3 · ownership.nature: The Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

SEC source: 0001638397-19-000012 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 0

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F3 · ownership.nature: The Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-19-000012 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 1,248

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP, together with a like number of associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 30, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 1,248 Class A Units.

F3 · ownership.nature: The Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001567619-19-018760 · doc1.xml · derivative · entry 2

Oxy Holding Co (Pipeline), Inc. · CIK 0001590092 · See remarks

Occidental Transportation Holding Corp · CIK 0001590160 · See remarks

OXY USA INC · CIK 0000728399 · See remarks

OCCIDENTAL PETROLEUM CORP /DE/ · CIK 0000797468 · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Shares · 29,977,890 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Pursuant to the limited partnership agreement of Plains AAP, L.P. (AAP), each limited partner of AAP, including Oxy Holding Company (Pipeline), Inc. (OHC), has the right, at any time and from time to time, to (i) immediately exchange its Class A units representing limited partner interests of AAP (the AAP Class A Units), together with an equal number of Class B shares representing limited partner interests of the Issuer (the Class B Shares) and units representing limited liability company interests of the Issuer's general partner (the GP Units and, together with the AAP Class A Units and the Class B Shares, the Securities), for Class A shares of the Issuer (the Class A Shares) on a one-for-one basis or, at AAP's election, the cash value thereof (the Exchange Right), or (ii) cause its Securities to be redeemed for common units representing limited partner interests (the PAA Common Units) of Plains All American Pipeline LP (PAA) on a one-for-one basis (the Redemption Right).

F2 · security: On September 23, 2019, (i) immediately prior to the closing of the Issuer's secondary offering pursuant to registration statement No. 333-200596, OHC exercised the Exchange Right with respect to the Securities in exchange for 15,000,000 Class A Shares of the Issuer and (ii) immediately prior to the closing of PAA's secondary offering pursuant to registration statement No. 333-214778, OHC exercised the Redemption Right with respect to the Securities not exchanged pursuant to the Exchange Right in exchange for 14,977,890 PAA Common Units. As a result, the Reporting Persons (as defined below) no longer own any Securities.

F1 · derivative.exercise_price: Pursuant to the limited partnership agreement of Plains AAP, L.P. (AAP), each limited partner of AAP, including Oxy Holding Company (Pipeline), Inc. (OHC), has the right, at any time and from time to time, to (i) immediately exchange its Class A units representing limited partner interests of AAP (the AAP Class A Units), together with an equal number of Class B shares representing limited partner interests of the Issuer (the Class B Shares) and units representing limited liability company interests of the Issuer's general partner (the GP Units and, together with the AAP Class A Units and the Class B Shares, the Securities), for Class A shares of the Issuer (the Class A Shares) on a one-for-one basis or, at AAP's election, the cash value thereof (the Exchange Right), or (ii) cause its Securities to be redeemed for common units representing limited partner interests (the PAA Common Units) of Plains All American Pipeline LP (PAA) on a one-for-one basis (the Redemption Right).

F2 · kind: On September 23, 2019, (i) immediately prior to the closing of the Issuer's secondary offering pursuant to registration statement No. 333-200596, OHC exercised the Exchange Right with respect to the Securities in exchange for 15,000,000 Class A Shares of the Issuer and (ii) immediately prior to the closing of PAA's secondary offering pursuant to registration statement No. 333-214778, OHC exercised the Redemption Right with respect to the Securities not exchanged pursuant to the Exchange Right in exchange for 14,977,890 PAA Common Units. As a result, the Reporting Persons (as defined below) no longer own any Securities.

F2 · price: On September 23, 2019, (i) immediately prior to the closing of the Issuer's secondary offering pursuant to registration statement No. 333-200596, OHC exercised the Exchange Right with respect to the Securities in exchange for 15,000,000 Class A Shares of the Issuer and (ii) immediately prior to the closing of PAA's secondary offering pursuant to registration statement No. 333-214778, OHC exercised the Redemption Right with respect to the Securities not exchanged pursuant to the Exchange Right in exchange for 14,977,890 PAA Common Units. As a result, the Reporting Persons (as defined below) no longer own any Securities.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. (AAP), each limited partner of AAP, including Oxy Holding Company (Pipeline), Inc. (OHC), has the right, at any time and from time to time, to (i) immediately exchange its Class A units representing limited partner interests of AAP (the AAP Class A Units), together with an equal number of Class B shares representing limited partner interests of the Issuer (the Class B Shares) and units representing limited liability company interests of the Issuer's general partner (the GP Units and, together with the AAP Class A Units and the Class B Shares, the Securities), for Class A shares of the Issuer (the Class A Shares) on a one-for-one basis or, at AAP's election, the cash value thereof (the Exchange Right), or (ii) cause its Securities to be redeemed for common units representing limited partner interests (the PAA Common Units) of Plains All American Pipeline LP (PAA) on a one-for-one basis (the Redemption Right).

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. (AAP), each limited partner of AAP, including Oxy Holding Company (Pipeline), Inc. (OHC), has the right, at any time and from time to time, to (i) immediately exchange its Class A units representing limited partner interests of AAP (the AAP Class A Units), together with an equal number of Class B shares representing limited partner interests of the Issuer (the Class B Shares) and units representing limited liability company interests of the Issuer's general partner (the GP Units and, together with the AAP Class A Units and the Class B Shares, the Securities), for Class A shares of the Issuer (the Class A Shares) on a one-for-one basis or, at AAP's election, the cash value thereof (the Exchange Right), or (ii) cause its Securities to be redeemed for common units representing limited partner interests (the PAA Common Units) of Plains All American Pipeline LP (PAA) on a one-for-one basis (the Redemption Right).

SEC source: 0001567619-19-018760 · doc1.xml · nonDerivative · entry 1

Oxy Holding Co (Pipeline), Inc. · CIK 0001590092 · See remarks

Occidental Transportation Holding Corp · CIK 0001590160 · See remarks

OXY USA INC · CIK 0000728399 · See remarks

OCCIDENTAL PETROLEUM CORP /DE/ · CIK 0000797468 · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · security: Pursuant to the limited partnership agreement of Plains AAP, L.P. (AAP), each limited partner of AAP, including Oxy Holding Company (Pipeline), Inc. (OHC), has the right, at any time and from time to time, to (i) immediately exchange its Class A units representing limited partner interests of AAP (the AAP Class A Units), together with an equal number of Class B shares representing limited partner interests of the Issuer (the Class B Shares) and units representing limited liability company interests of the Issuer's general partner (the GP Units and, together with the AAP Class A Units and the Class B Shares, the Securities), for Class A shares of the Issuer (the Class A Shares) on a one-for-one basis or, at AAP's election, the cash value thereof (the Exchange Right), or (ii) cause its Securities to be redeemed for common units representing limited partner interests (the PAA Common Units) of Plains All American Pipeline LP (PAA) on a one-for-one basis (the Redemption Right).

F2 · security: On September 23, 2019, (i) immediately prior to the closing of the Issuer's secondary offering pursuant to registration statement No. 333-200596, OHC exercised the Exchange Right with respect to the Securities in exchange for 15,000,000 Class A Shares of the Issuer and (ii) immediately prior to the closing of PAA's secondary offering pursuant to registration statement No. 333-214778, OHC exercised the Redemption Right with respect to the Securities not exchanged pursuant to the Exchange Right in exchange for 14,977,890 PAA Common Units. As a result, the Reporting Persons (as defined below) no longer own any Securities.

SEC source: 0001615619-19-000090 · edgar.xml · derivative · entry 1

SHACKOULS BOBBY S · CIK 0001064171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable, upon vesting, for each Phantom Class A share that vests.

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000094 · edgar.xml · derivative · entry 1

SYMONDS J TAFT · CIK 0001063934 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable, upon vesting, for each Phantom Class A share that vests.

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000084 · edgar.xml · derivative · entry 1

PETERSEN GARY R · CIK 0001181757 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable, upon vesting, for each Phantom Class A share that vests.

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000096 · edgar.xml · derivative · entry 3

Temple Chris · CIK 0001464683 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A Share is deliverable, upon vesting, for each Phantom Class A Share that vests.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000080 · edgar.xml · derivative · entry 1

Burk Victor · CIK 0001375349 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable, upon vesting, for each Phantom Class A share that vests.

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000082 · edgar.xml · derivative · entry 3

GOYANES EVERARDO · CIK 0001184541 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A Share is deliverable, upon vesting, for each Phantom Class A Share that vests.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000088 · edgar.xml · derivative · entry 3

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,170

Underlying: Class A Shares · 4,170 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A Share is deliverable, upon vesting, for each Phantom Class A Share that vests.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-19-000092 · edgar.xml · derivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,170

Underlying: Class A Shares · 4,170 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable, upon vesting, for each Phantom Class A share that vests.

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.